Z problematyki uznania zagranicznej osoby prawnej

Abstract

‘The recognition of’ a foreign legal person (company) may be considered in two aspects. Firstly, the question is whether, or under what conditions a legal person (company) can enjoy legal capacity (a narrow sense of the term ‘recognition’) in a country other than the country of its origin. Secondly, ‘recognition’ (in the broad sense) may be understood as the ‘acceptance’ of the whole structure of a foreign legal person by the legal system.The recognition of the legal personality of a ‘foreign’ legal person by the national legal system is not self-explanatory. It should be, however, acknowledged that the situation is exactly the same as in the case of ‘recognising’ an foreign marriage, or even the order of succession established by a foreign legal system. Similar ‘concessions’ to a foreign legal systems are, at the same time, the central core of private international law. Moreover, they also constitute the necessary basis for the legal unity among nations. Mutual recognition turns out to be also one of the foundations of the European Union, both in terms of the freedoms of the single market (e.g. a well‑known case of Cassis de Dijon), and in terms of the scope of freedom, security and justice (e.g. the mutual recognition of judicial decisions) within the Union. The acceptance of the effects of the events which resulted in the establishment of a company, its transformation, division, merger, etc. by foreign law, however, leads to questioning — at least within the field of international company law, the so‑called collision method (for determining the applicable law) in favour of a competing ‘method’ principle — ‘the principle of recognition’.